Professional Diversity Network, Inc 8-K, filed Jun 23, 2020

UNITEDSTATES

SECURITIESAND EXCHANGE COMMISSION

Washington,D.C. 20549

FORM8-K

CURRENTREPORT

Pursuantto Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 22, 2020

801 W. Adams Street, Sixth Floor, Chicago, Illinois 60607

(Address of principal executive offices)

Registrant’s telephone number, including area code: (312) 614-0950

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

Item3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On June 23, 2020, The Nasdaq Stock Market (“Nasdaq”) publicly announced that trading in Professional Diversity Network, Inc. (the “Company”) is scheduled to resume on Wednesday, June 24, 2020, at 7:00 a.m. Eastern Time. As disclosed previously, trading in the Company’s common stock was halted on November 26, 2019 at 4:51:27 p.m. Eastern Time.

In addition, on June 22, 2020, the Company received a letter from Nasdaq stating that‎ based on the May 4, 2020 filing of the Company’s Form 10-K for the year ended December 31, 2019, the staff of Nasdaq has determined that the Company complies with the periodic filing requirement for the Nasdaq Listing Rule 5250(c)(1) (the “Rule”). As disclosed previously, the Company received a letter from Nasdaq dated as of April 2, 2020 stating that the Company did not meet the periodic filing requirement under the Rule.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.